Common use of REPRESENTATIONS OF THE INVESTMENT ADVISER Clause in Contracts

REPRESENTATIONS OF THE INVESTMENT ADVISER. The Investment Adviser represents, warrants and agrees that: (i) the Investment Adviser is a corporation duly incorporated under the laws of Delaware; (ii) the Investment Adviser is duly registered as an investment adviser under the Advisers Act; (iii) the Investment Adviser has been duly appointed by the Trustees and shareholders of the Portfolio to provide investment services to the Portfolio as contemplated by the Advisory Agreement; (iv) the execution, delivery and performance of this Agreement are within the Investment Adviser's powers, have been and remain duly authorized by all necessary action and will not violate or constitute a default under any applicable law or regulation or of any decree, order, judgment, agreement or instrument binding on the Investment Adviser; (v) no consent of any applicable governmental authority or body is necessary, except for such consents as have been obtained and are in full force and effect, and all conditions of which have been duly complied with; and (vi) this agreement constitutes a legal, valid and binding obligation enforceable against the Investment Adviser. The Investment Adviser agrees to notify the Subadviser promptly and in writing in the event that any of the above ceases to be correct while this Agreement is in effect.

REPRESENTATIONS OF THE INVESTMENT ADVISER. The Investment Adviser represents, warrants and agrees that: (i) the Investment Adviser is a corporation duly incorporated under the laws of Delaware; (ii) the Investment Adviser is duly registered as an investment adviser under the Advisers Act; (iii) the Investment Adviser has been duly appointed by the Trustees and shareholders of the Portfolio to provide investment services to the Portfolio as contemplated by the Advisory Agreement; (iv) the execution, delivery and performance of this Agreement are within the Investment Adviser's ’s powers, have been and remain duly authorized by all necessary action and will not violate or constitute a default under any applicable law or regulation or of any decree, order, judgment, agreement or instrument binding on the Investment Adviser; (v) no consent of any applicable governmental authority or body is necessary, except for such consents as have been obtained and are in full force and effect, and all conditions of which have been duly complied with; and (vi) this agreement constitutes a legal, valid and binding obligation enforceable against the Investment Adviser. The Investment Adviser agrees to notify the Subadviser promptly and in writing in the event that any of the above ceases to be correct while this Agreement is in effect.

REPRESENTATIONS OF THE INVESTMENT ADVISER. The Investment Adviser represents, warrants and agrees that: (i) the Investment Adviser is a corporation duly incorporated under the laws of Delaware; (ii) the Investment Adviser is duly registered as an investment adviser under the Advisers Act; (iii) the Investment Adviser has been duly appointed by the Trustees and shareholders of the Portfolio Fund to provide investment services to the Portfolio Fund as contemplated by the Advisory AgreementContract; (iv) the execution, delivery and performance of this Agreement are within the Investment Adviser's powers, have been and remain duly authorized by all necessary action and will not violate or constitute a default under any applicable law or regulation or of any decree, order, judgment, agreement or instrument binding on the Investment Adviser; (v) no consent of any applicable governmental authority or body is necessary, except for such consents as have been obtained and are in full force and effect, and all conditions of which have been duly complied with; and (vi) this agreement constitutes a legal, valid and binding obligation enforceable against the Investment Adviser. The Investment Adviser agrees to notify the Subadviser promptly and in writing in the event that any of the above ceases to be correct while this Agreement is in effect.

REPRESENTATIONS OF THE INVESTMENT ADVISER. The Investment Adviser represents, warrants and agrees that: (i) the Investment Adviser is a corporation duly incorporated under the laws of Delaware; (ii) the Investment Adviser is duly registered as an investment adviser under the Advisers Act; (iii) the Investment Adviser has been duly appointed by the Trustees and shareholders of the Portfolio Fund to provide investment services to the Portfolio Fund as contemplated by the Advisory Agreement; (iv) the execution, delivery and performance of this Agreement are within the Investment Adviser's powers, have been and remain duly authorized by all necessary action and will not violate or constitute a default under any applicable law or regulation or of any decree, order, judgment, agreement or instrument binding on the Investment Adviser; (v) no consent of any applicable governmental authority or body is necessary, except for such consents as have been obtained and are in full force and effect, and all conditions of which have been duly complied with; and (vi) this agreement constitutes a legal, valid and binding obligation enforceable against the Investment Adviser. The Investment Adviser agrees to notify the Subadviser promptly and in writing in the event that any of the above ceases to be correct while this Agreement is in effect.

REPRESENTATIONS OF THE INVESTMENT ADVISER. The Investment Adviser represents, warrants and agrees that: (i) the Investment Adviser is a corporation duly incorporated under the laws of Delaware; (ii) the Investment Adviser is duly registered as an investment adviser under the Advisers Act; (iii) the Investment Adviser has been duly appointed by the Trustees and shareholders of the Portfolio Fund to provide investment services to the Portfolio Fund as contemplated by the Advisory Agreement; (iv) the execution, delivery and performance of this Agreement are within the Investment Adviser's ’s powers, have been and remain duly authorized by all necessary action and will not violate or constitute a default under any applicable law or regulation or of any decree, order, judgment, agreement or instrument binding on the Investment Adviser; (v) no consent of any applicable governmental authority or body is necessary, except for such consents as have been obtained and are in full force and effect, and all conditions of which have been duly complied with; and (vi) this agreement constitutes a legal, valid and binding obligation enforceable against the Investment Adviser. The Investment Adviser agrees to notify the Subadviser promptly and in writing in the event that any of the above ceases to be correct while this Agreement is in effect.